Cover
Cover - shares | 9 Months Ended | |
Oct. 28, 2022 | Nov. 28, 2022 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Oct. 28, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-37748 | |
Entity Registrant Name | SecureWorks Corp | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 27-0463349 | |
Entity Address, Address Line One | One Concourse Parkway NE | |
Entity Address, Address Line Two | Suite 500 | |
Entity Address, City or Town | Atlanta, | |
Entity Address, State or Province | GA | |
Entity Address, Postal Zip Code | 30328 | |
City Area Code | 404 | |
Local Phone Number | 327-6339 | |
Title of 12(b) Security | Class A Common Stock, | |
Trading Symbol | SCWX | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001468666 | |
Current Fiscal Year End Date | --02-03 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Common Stock - Class A | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 14,650,470 | |
Common Stock - Class B | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 70,000,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (Unaudited) - USD ($) $ in Thousands | Oct. 28, 2022 | Jan. 28, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 139,032 | $ 220,655 |
Accounts receivable, net of allowances of $2,426 and $3,510, respectively | 64,054 | 86,231 |
Inventories, net | 683 | 505 |
Other current assets | 26,174 | 26,040 |
Total current assets | 229,943 | 333,431 |
Property and equipment, net | 5,426 | 8,426 |
Operating lease right-of-use assets, net | 14,245 | 17,441 |
Goodwill | 425,353 | 425,926 |
Intangible assets, net | 113,762 | 133,732 |
Other non-current assets | 62,124 | 68,346 |
Total assets | 850,853 | 987,302 |
Current liabilities: | ||
Accounts payable | 19,682 | 15,062 |
Accrued and other current liabilities | 65,240 | 88,122 |
Short-term deferred revenue | 136,950 | 163,304 |
Total current liabilities | 221,872 | 266,488 |
Long-term deferred revenue | 7,566 | 12,764 |
Operating lease liabilities, non-current | 13,125 | 16,869 |
Other non-current liabilities | 22,391 | 43,124 |
Total liabilities | 264,954 | 339,245 |
Commitments and contingencies (Note 6) | ||
Stockholders' equity: | ||
Preferred stock - $0.01 par value: 200,000 shares authorized; — shares issued | 0 | 0 |
Additional paid in capital | 958,420 | 939,404 |
Accumulated deficit | (344,085) | (269,622) |
Accumulated other comprehensive loss | (9,387) | (2,672) |
Treasury stock, at cost - 1,257 and 1,257 shares, respectively | (19,896) | (19,896) |
Total stockholders' equity | 585,899 | 648,057 |
Total liabilities and stockholders' equity | 850,853 | 987,302 |
Common Stock - Class A | ||
Stockholders' equity: | ||
Common stock | 147 | 143 |
Common Stock - Class B | ||
Stockholders' equity: | ||
Common stock | $ 700 | $ 700 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (Unaudited) (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Oct. 28, 2022 | Jan. 28, 2022 |
Accounts receivable, allowance for doubtful accounts | $ 2,426 | $ 3,510 |
Preferred stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 200,000 | 200,000 |
Preferred Stock, shares issued (in shares) | 0 | 0 |
Treasury stock, shares (in shares) | 1,257 | 1,257 |
Common Stock - Class A | ||
Common stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 2,500,000 | 2,500,000 |
Common stock, shares issued (in shares) | 14,650 | 14,282 |
Common stock, shares outstanding (in shares) | 14,650 | 14,282 |
Common Stock - Class B | ||
Common stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 500,000 | 500,000 |
Common stock, shares issued (in shares) | 70,000 | 70,000 |
Common stock, shares outstanding (in shares) | 70,000 | 70,000 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 28, 2022 | Oct. 29, 2021 | Oct. 28, 2022 | Oct. 29, 2021 | |
Total net revenue | $ 110,942 | $ 133,699 | $ 348,139 | $ 407,334 |
Total cost of revenue | 45,580 | 52,890 | 144,594 | 166,580 |
Gross profit | 65,362 | 80,809 | 203,545 | 240,754 |
Operating expenses: | ||||
Research and development | 35,263 | 32,767 | 102,232 | 91,336 |
Sales and marketing | 41,380 | 35,008 | 121,565 | 106,098 |
General and administrative | 24,725 | 28,404 | 74,359 | 80,447 |
Total operating expenses | 101,368 | 96,179 | 298,156 | 277,881 |
Operating loss | (36,006) | (15,370) | (94,611) | (37,127) |
Interest and other, net | (661) | (762) | (1,227) | (2,270) |
Loss before income taxes | (36,667) | (16,132) | (95,838) | (39,397) |
Income tax benefit | (8,521) | (3,269) | (21,375) | (8,381) |
Net loss | $ (28,146) | $ (12,863) | $ (74,463) | $ (31,016) |
Loss per common share (basic) (in shares) | $ (0.33) | $ (0.15) | $ (0.88) | $ (0.37) |
Loss per common share (diluted) (in shares) | $ (0.33) | $ (0.15) | $ (0.88) | $ (0.37) |
Weighted-average common shares outstanding (basic) (in shares) | 84,584 | 83,297 | 84,277 | 82,754 |
Weighted-average common shares outstanding (diluted) (in shares) | 84,584 | 83,297 | 84,277 | 82,754 |
Subscription | ||||
Total net revenue | $ 87,191 | $ 102,992 | $ 271,926 | $ 309,488 |
Total cost of revenue | 32,136 | 34,888 | 99,022 | 109,423 |
Professional services | ||||
Total net revenue | 23,751 | 30,707 | 76,213 | 97,846 |
Total cost of revenue | $ 13,444 | $ 18,002 | $ 45,572 | $ 57,157 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 28, 2022 | Oct. 29, 2021 | Oct. 28, 2022 | Oct. 29, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (28,146) | $ (12,863) | $ (74,463) | $ (31,016) |
Foreign currency translation adjustments, net of tax | (2,717) | (621) | (6,715) | (535) |
Comprehensive loss | $ (30,863) | $ (13,484) | $ (81,178) | $ (31,551) |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 28, 2022 | Oct. 29, 2021 | |
Cash flows from operating activities: | ||
Net loss | $ (74,463) | $ (31,016) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 27,728 | 29,914 |
Amortization of right of use asset | 2,853 | 3,081 |
Amortization of costs capitalized to obtain revenue contracts | 13,319 | 14,693 |
Amortization of costs capitalized to fulfill revenue contracts | 3,635 | 4,002 |
Stock-based compensation expense | 27,504 | 23,677 |
Effects of exchange rate changes on monetary assets and liabilities denominated in foreign currencies | 1,386 | 2,374 |
Income tax benefit | (21,375) | (8,381) |
Provision for credit losses | (552) | 73 |
Changes in assets and liabilities: | ||
Accounts receivable | 21,584 | 12,460 |
Net transactions with Dell | (3,741) | (6,794) |
Inventories | (178) | 45 |
Other assets | (9,709) | (10,588) |
Accounts payable | 4,550 | (3,814) |
Deferred revenue | (33,171) | (8,830) |
Operating leases, net | (4,086) | (4,266) |
Accrued and other liabilities | (23,462) | (18,403) |
Net cash used in operating activities | (68,178) | (1,773) |
Cash flows from investing activities: | ||
Capital expenditures | (1,609) | (1,248) |
Software development costs | (3,352) | (4,574) |
Net cash used in investing activities | (4,961) | (5,822) |
Cash flows from financing activities: | ||
Taxes paid on vested restricted shares | (8,484) | (11,710) |
Proceeds from stock option exercises | 0 | 4,134 |
Net cash used in financing activities | (8,484) | (7,576) |
Net decrease in cash and cash equivalents | (81,623) | (15,171) |
Cash and cash equivalents at beginning of the period | 220,655 | 220,300 |
Cash and cash equivalents at end of the period | $ 139,032 | $ 205,129 |
CONDENSED CONSOLIDATED STATEM_6
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock - Class A | Common Stock - Class B | Common Stock Common Stock - Class A | Common Stock Common Stock - Class B | Additional Paid in Capital | Accumulated Deficit | Accumulated Other Comprehensive (Loss) Income | Treasury Stock |
Beginning balance (in shares) at Jan. 29, 2021 | 12,450 | 70,000 | |||||||
Beginning balance at Jan. 29, 2021 | $ 667,781 | $ 124 | $ 700 | $ 917,344 | $ (229,831) | $ (660) | $ (19,896) | ||
Statement of Shareholders' Equity | |||||||||
Net loss | (31,016) | (31,016) | |||||||
Other comprehensive loss | (535) | (535) | |||||||
Vesting of restricted stock units (in shares) | 1,380 | ||||||||
Vesting of restricted stock units | 0 | $ 14 | (14) | ||||||
Exercise of stock options (in shares) | 1,417 | ||||||||
Exercise of stock options | 4,134 | $ 14 | 4,120 | ||||||
Grant of restricted stock awards (in shares) | 485 | ||||||||
Grant and forfeitures of restricted stock awards | 0 | $ 5 | (5) | ||||||
Common stock withheld as payment for withholding taxes upon the vesting of restricted shares (in shares) | (1,530) | ||||||||
Common stock withheld as payment for withholding taxes upon the vesting of restricted shares | (11,710) | $ (15) | (11,695) | ||||||
Stock-based compensation | 23,677 | 23,677 | |||||||
Ending balance (in shares) at Oct. 29, 2021 | 14,202 | 70,000 | |||||||
Ending balance at Oct. 29, 2021 | 652,331 | $ 142 | $ 700 | 933,427 | (260,847) | (1,195) | (19,896) | ||
Beginning balance (in shares) at Jul. 30, 2021 | 14,092 | 70,000 | |||||||
Beginning balance at Jul. 30, 2021 | 657,518 | $ 141 | $ 700 | 925,131 | (247,984) | (574) | (19,896) | ||
Statement of Shareholders' Equity | |||||||||
Net loss | (12,863) | (12,863) | |||||||
Other comprehensive loss | (621) | (621) | |||||||
Vesting of restricted stock units (in shares) | 183 | ||||||||
Vesting of restricted stock units | 0 | $ 2 | (2) | ||||||
Common stock withheld as payment for withholding taxes upon the vesting of restricted shares (in shares) | (73) | ||||||||
Common stock withheld as payment for withholding taxes upon the vesting of restricted shares | (1,765) | $ (1) | (1,764) | ||||||
Stock-based compensation | 10,062 | 10,062 | |||||||
Ending balance (in shares) at Oct. 29, 2021 | 14,202 | 70,000 | |||||||
Ending balance at Oct. 29, 2021 | 652,331 | $ 142 | $ 700 | 933,427 | (260,847) | (1,195) | (19,896) | ||
Beginning balance (in shares) at Jan. 28, 2022 | 14,282 | 70,000 | 14,282 | 70,000 | |||||
Beginning balance at Jan. 28, 2022 | 648,057 | $ 143 | $ 700 | 939,404 | (269,622) | (2,672) | (19,896) | ||
Statement of Shareholders' Equity | |||||||||
Net loss | (74,463) | (74,463) | |||||||
Other comprehensive loss | (6,715) | (6,715) | |||||||
Vesting of restricted stock units (in shares) | 1,549 | ||||||||
Vesting of restricted stock units | 0 | $ 15 | (15) | ||||||
Grant of restricted stock awards (in shares) | (423) | ||||||||
Grant and forfeitures of restricted stock awards | 0 | $ (4) | 4 | ||||||
Common stock withheld as payment for withholding taxes upon the vesting of restricted shares (in shares) | (758) | ||||||||
Common stock withheld as payment for withholding taxes upon the vesting of restricted shares | (8,484) | $ (8) | (8,477) | ||||||
Stock-based compensation | 27,504 | 27,504 | |||||||
Ending balance (in shares) at Oct. 28, 2022 | 14,650 | 70,000 | 14,650 | 70,000 | |||||
Ending balance at Oct. 28, 2022 | 585,899 | $ 147 | $ 700 | 958,420 | (344,085) | (9,387) | (19,896) | ||
Beginning balance (in shares) at Jul. 29, 2022 | 14,970 | 70,000 | |||||||
Beginning balance at Jul. 29, 2022 | 607,593 | $ 150 | $ 700 | 949,248 | (315,939) | (6,670) | (19,896) | ||
Statement of Shareholders' Equity | |||||||||
Net loss | (28,146) | (28,146) | |||||||
Other comprehensive loss | (2,717) | (2,717) | |||||||
Vesting of restricted stock units (in shares) | 168 | ||||||||
Vesting of restricted stock units | 0 | $ 2 | (2) | ||||||
Grant of restricted stock awards (in shares) | (423) | ||||||||
Grant and forfeitures of restricted stock awards | 0 | $ (4) | 4 | ||||||
Common stock withheld as payment for withholding taxes upon the vesting of restricted shares (in shares) | (65) | ||||||||
Common stock withheld as payment for withholding taxes upon the vesting of restricted shares | (397) | $ (1) | (396) | ||||||
Stock-based compensation | 9,566 | 9,566 | |||||||
Ending balance (in shares) at Oct. 28, 2022 | 14,650 | 70,000 | 14,650 | 70,000 | |||||
Ending balance at Oct. 28, 2022 | $ 585,899 | $ 147 | $ 700 | $ 958,420 | $ (344,085) | $ (9,387) | $ (19,896) |
DESCRIPTION OF THE BUSINESS AND
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION | 9 Months Ended |
Oct. 28, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION | DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION Description of the Business SecureWorks Corp. (individually and collectively with its consolidated subsidiaries, “Secureworks” or the “Company”) is a leading global cybersecurity provider of technology-driven solutions singularly focused on protecting the Company’s customers by outpacing and outmaneuvering adversaries. On April 27, 2016, the Company completed its initial public offering (“IPO”). Upon the closing of the IPO, Dell Technologies Inc. (“Dell Technologies”) owned, indirectly through Dell Inc. and Dell Inc.’s subsidiaries (Dell Inc., individually and collectively with its consolidated subsidiaries, “Dell”), all shares of the Company’s outstanding Class B common stock, which as of October 28, 2022 represented approximately 82.7% of the Company's total outstanding shares of common stock and approximately 97.9% of the combined voting power of both classes of the Company's outstanding common stock. The Company has one primary business activity, which is to provide customers with technology-driven cybersecurity solutions. The Company’s chief operating decision-maker, who is the Chief Executive Officer, makes operating decisions, assesses performance and allocates resources on a consolidated basis. There are no segment managers who are held accountable for operations and operating results below the consolidated unit level. Accordingly, Secureworks operates its business as a single reportable segment. Basis of Presentation and Consolidation The Company’s condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP”). The preparation of financial statements in accordance with GAAP requires management to make assumptions and estimations that affect the amounts reported in the Company’s financial statements and notes. The inputs into certain of the Company’s assumptions and estimations considered the economic implications of the coronavirus 2019 (“COVID-19”) pandemic, the Ukraine/Russia conflict and inflation concerns on the Company’s critical and significant accounting estimates. The condensed consolidated financial statements include assets, liabilities, revenue and expenses of all majority-owned subsidiaries. Intercompany transactions and balances are eliminated in consolidation. For the periods presented, Dell has provided various corporate services to the Company in the ordinary course of business, including finance, tax, human resources, legal, insurance, IT, procurement and facilities-related services. The cost of these services is charged in accordance with a shared services agreement that went into effect on August 1, 2015. For more information regarding the related party transactions, see "Note 10—Related Party Transactions." During the periods presented in the financial statements, Secureworks did not file separate federal tax returns, as the Company is generally included in the tax grouping of other Dell entities within the respective entity’s tax jurisdiction. The income tax benefit has been calculated using the separate return method, modified to apply the benefits for loss approach. Under this approach, net operating losses or other tax attributes are characterized as realized or as realizable by Secureworks when those attributes are utilized or expected to be utilized by other members of the Dell consolidated group. See "Note 9—Income and Other Taxes" for more information. Fiscal Year The Company’s fiscal year is the 52- or 53-week period ending on the Friday closest to January 31. The Company refers to the fiscal year ending February 3, 2023 and the fiscal year ended January 28, 2022 as fiscal 2023 and fiscal 2022, respectively. Fiscal 2023 consists of 53 weeks and fiscal 2022 consisted of 52 weeks. In fiscal 2023, each quarter has 13 weeks, except for the fourth quarter, which will have 14 weeks. Unless otherwise indicated, all changes identified for the current-period results represent comparisons to results for the prior corresponding fiscal periods. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Estimates are revised as additional information becomes available. In the Condensed Consolidated Statements of Operations, estimates are used when accounting for revenue arrangements, determining the cost of revenue, allocating cost and estimating the impact of contingencies. In the Condensed Consolidated Statements of Financial Position, estimates are used in determining the valuation and recoverability of assets, such as accounts receivables, inventories, fixed assets, capitalized software, goodwill and other identifiable intangible assets. Estimates are also used in determining the reported amounts of liabilities, such as taxes payable and the impact of contingencies. All estimates also impact the Condensed Consolidated Statements of Operations. Actual results could differ from these estimates due to risks and uncertainties, including uncertainty in the current economic environment due to the COVID-19 pandemic, the Ukraine/Russia conflict and impacts of inflation. The Company considered the potential impact of the COVID-19 pandemic and current economic and geopolitical uncertainty on its estimates and assumptions and determined there was not a material impact to the Company's condensed consolidated financial statements as of and for the three and nine months ended October 28, 2022. As the COVID-19 pandemic and current economic environment continue to develop, many of the Company's estimates could require increased judgment and be subject to a higher degree of variability and volatility. As a result, the Company's estimates may change materially in future periods. Recently Adopted Accounting Pronouncements Business Combinations – The Company has adopted Accounting Standard Update (“ASU”) 2021-08, “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers.” The guidance requires contract assets and contract liabilities (i.e., deferred revenue) acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with ASC 606, “Revenue from Contracts with Customers.” ASU 2021-08 was effective for the Company beginning on January 29, 2022. There was no impact to the Company’s condensed consolidated financial statements as a result of adoption of this standard update. Summary of Significant Accounting Policies There have been no significant changes to the Company’s significant accounting policies as of and for the three and nine months ended October 28, 2022, as compared to the significant accounting policies described in the Company's Annual Report on Form 10-K for the fiscal year ended January 28, 2022. |
LOSS PER SHARE
LOSS PER SHARE | 9 Months Ended |
Oct. 28, 2022 | |
Earnings Per Share [Abstract] | |
LOSS PER SHARE | LOSS PER SHARE Loss per share is calculated by dividing net loss for the periods presented by the respective weighted-average number of common shares outstanding, and excludes any dilutive effects of share-based awards that may be anti-dilutive. Diluted net loss per common share is computed by giving effect to all potentially dilutive common shares, including common stock issuable upon the exercise of stock options and unvested restricted common stock and restricted stock units. The Company applies the two-class method to calculate earnings per share. Because the Class A common stock and the Class B common stock share the same rights in dividends and earnings, earnings per share (basic and diluted) are the same for both classes of common stock. Since losses were incurred in all periods presented, all potential common shares were determined to be anti-dilutive. The following table sets forth the computation of loss per common share (in thousands, except per share amounts): Three Months Ended Nine Months Ended October 28, 2022 October 29, 2021 October 28, 2022 October 29, 2021 Numerator: Net loss $ (28,146) $ (12,863) $ (74,463) $ (31,016) Denominator: Weighted-average number of shares outstanding: Basic and Diluted 84,584 83,297 84,277 82,754 Loss per common share: Basic and Diluted $ (0.33) $ (0.15) $ (0.88) $ (0.37) Weighted-average anti-dilutive stock options, non-vested restricted stock and restricted stock units 6,099 4,699 6,020 5,199 |
CONTRACT BALANCES AND CONTRACT
CONTRACT BALANCES AND CONTRACT COSTS | 9 Months Ended |
Oct. 28, 2022 | |
Revenue from Contract with Customer [Abstract] | |
CONTRACT BALANCES AND CONTRACT COSTS | CONTRACT BALANCES AND CONTRACT COSTS The Company derives revenue primarily from subscription revenue and professional services. Subscription revenue is derived from (i) Taegis software-as-a-service (“SaaS”) security platform and (ii) managed security services. Taegis offerings currently include two applications, Extended Detection and Response (“XDR”) and Vulnerability Detection and Response (“VDR”), along with the add-on managed service to supplement the XDR SaaS application, referred to as Managed Detection and Response (“ManagedXDR”). Subscription-based managed security service arrangements typically include a suite of security services, up-front installation fees and maintenance, and they also may include the provision of an associated hardware appliance. Professional services typically include incident response and security and risk consulting solutions. The following table presents revenue by service type (in thousands): Three Months Ended Nine Months Ended October 28, 2022 October 29, 2021 October 28, 2022 October 29, 2021 Net revenue: Taegis Subscription Solutions $ 47,888 $ 23,929 $ 127,913 $ 56,392 Managed Security Services 39,303 79,063 $ 144,013 $ 253,096 Total Subscription revenue $ 87,191 $ 102,992 271,926 309,488 Professional Services 23,751 30,707 76,213 97,846 Total net revenue $ 110,942 $ 133,699 $ 348,139 $ 407,334 Promises to provide the Company’s subscription-based solutions related to SaaS applications are accounted for as separate performance obligations and managed security services are accounted for as a single performance obligation. Our subscription-based solutions have an average contract term of approximately two years as of October 28, 2022. Performance obligations related to the Company’s security and risk consulting professional service contracts are separate obligations associated with each service. Although the Company has many multi-year customer relationships for its various professional service solutions, the arrangement is typically structured as a separate performance obligation over the contract period and recognized over a duration of less than one year. The deferred revenue balance does not represent the total contract value of annual or multi-year, non-cancelable subscription agreements. The Company invoices its customers based on a variety of billing schedules. During the nine months ended October 28, 2022, on average, approximately 64% of the Company's recurring revenue was billed annually in advance and approximately 36% was billed on either a monthly or quarterly basis in advance. In addition, many of the Company’s professional services engagements are billed in advance of service commencement. The deferred revenue balance is influenced by several factors, including seasonality, the compounding effects of renewals, invoice duration and invoice timing. Changes to the Company's deferred revenue during the nine months ended October 28, 2022 and October 29, 2021 are as follows (in thousands): As of January 28, 2022 Upfront payments received and billings during the nine months ended October 28, 2022 Revenue recognized during the nine months ended October 28, 2022 As of October 28, 2022 Deferred revenue $ 176,068 $ 175,301 $ (206,853) $ 144,516 As of January 29, 2021 Upfront payments received and billings during the nine months ended October 29, 2021 Revenue recognized during the nine months ended October 29, 2021 As of October 29, 2021 Deferred revenue $ 178,027 $ 224,152 $ (232,420) $ 169,759 Remaining Performance Obligation The remaining performance obligation represents the transaction price allocated to contracted revenue that has not yet been recognized, which includes deferred revenue and non-cancellable contracts that will be invoiced and recognized as revenue in future periods. The remaining performance obligation consists of two elements: (i) the value of remaining services to be provided through the contract term for customers whose services have been activated (“active”); and (ii) the value of subscription-based solutions contracted with customers that have not yet been installed (“backlog”). Backlog is not recorded in revenue, deferred revenue or elsewhere in the consolidated financial statements until the Company establishes a contractual right to invoice, at which point backlog is recorded as revenue or deferred revenue, as appropriate. The Company applies the practical expedient in ASC paragraph 606-10-50-14(a) and does not disclose information about remaining performance obligations that are part of a contract that has an original expected duration of one year or less. The Company expects that the amount of backlog relative to the total value of its contracts will change from year to year due to several factors, including the amount invoiced at the beginning of the contract term, the timing and duration of the Company’s customer agreements, varying invoicing cycles of agreements and changes in customer financial circumstances. Accordingly, fluctuations in backlog are not always a reliable indicator of future revenues. As of October 28, 2022, the Company expects to recognize remaining performance obligations as follows (in thousands): Total Expected to be recognized in the next 12 months Expected to be recognized in 12-24 months Expected to be recognized in 24-36 months Expected to be recognized thereafter Performance obligation - active $ 253,298 $ 133,478 $ 85,863 $ 33,014 $ 943 Performance obligation - backlog 10,400 3,649 3,438 3,313 — Total $ 263,698 $ 137,127 $ 89,301 $ 36,327 $ 943 Deferred Commissions and Fulfillment Costs The Company capitalizes a significant portion of its commission expense and related fringe benefits earned by its sales personnel. Additionally, the Company capitalizes certain costs to install and activate hardware and software used in its managed security services, primarily related to a portion of the compensation for the personnel who perform the installation activities. These deferred costs are amortized on a systematic basis that is consistent with the transfer to the customer of the goods or services to which the assets relate. Changes in the balance of total deferred commission and total deferred fulfillment costs during the nine months ended October 28, 2022 and October 29, 2021 are as follows (in thousands): As of January 28, 2022 Amount capitalized Amount recognized As of October 28, 2022 Deferred commissions $ 53,978 $ 8,319 $ (13,319) $ 48,978 Deferred fulfillment costs 7,597 241 (3,635) 4,203 As of January 29, 2021 Amount capitalized Amount recognized As of October 29, 2021 Deferred commissions $ 57,888 $ 10,914 $ (14,694) $ 54,108 Deferred fulfillment costs 11,009 1,641 (4,001) 8,649 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 9 Months Ended |
Oct. 28, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | GOODWILL AND INTANGIBLE ASSETS Goodwill relates to the acquisition of Dell by Dell Technologies and represents the excess of the purchase price attributable to Secureworks over the fair value of the assets acquired and liabilities assumed, as well as subsequent business combinations completed by the Company. Goodwill decreased $0.5 million due to foreign currency translation for the nine months ended October 28, 2022, compared to January 28, 2022. Goodwill totaled $425.4 million and $425.9 million as of October 28, 2022 and January 28, 2022, respectively. Goodwill and indefinite-lived intangible assets are tested for impairment on an annual basis during the third fiscal quarter of each fiscal year, or earlier if an indicator of impairment occurs. The Company completed the most recent annual impairment test in the third quarter of fiscal 2023 by assessing goodwill at the reporting unit level, as well as the Company’s indefinite-lived trade name asset at the individual asset level. The Company has one reporting unit. For the annual impairment review in the third quarter of Fiscal 2023, the Company elected to bypass the assessment of qualitative factors to determine whether it was more likely than not that the fair value of its reporting unit was less than its carrying amount, including goodwill. In electing to bypass the qualitative assessment, the Company proceeded directly to performing a quantitative goodwill impairment test to measure the fair value of its reporting unit relative to its carrying amount, and to determine the amount of goodwill impairment loss to be recognized, if any. The fair value of the goodwill reporting unit is generally estimated using a combination of public company multiples and discounted cash flow methodologies. The discounted cash flow and public company multiples methodologies require significant judgment, including estimation of future revenues, gross margins, and operating expenses, which are dependent on internal forecasts, current and anticipated economic conditions and trends, selection of market multiples through assessment of the reporting unit’s performance relative to peer competitors, the estimation of the long-term revenue growth rate and discount rate of the Company’s business, and the determination of the Company’s weighted average cost of capital. Changes in these estimates and assumptions could materially affect the fair value of the goodwill reporting unit, potentially resulting in a non-cash impairment charge. The fair value of the indefinite-lived trade names is generally estimated using discounted cash flow methodologies. The discounted cash flow methodology requires significant judgment, including estimation of future revenue, the estimation of the long-term revenue growth rate of the Company’s business and the determination of the Company’s weighted average cost of capital and royalty rates. Changes in these estimates and assumptions could materially affect the fair value of the indefinite-lived intangible assets, potentially resulting in a non-cash impairment charge. Based on the results of the annual impairment test, the Company determined that the derived fair values of the reporting unit and indefinite-lived intangible asset exceeded their respective carrying values, which indicates no impairment as of October 28, 2022. Intangible Assets The Company's intangible assets as of October 28, 2022 and January 28, 2022 were as follows: October 28, 2022 January 28, 2022 Gross Accumulated Net Gross Accumulated Net (in thousands) Customer relationships $ 189,518 $ (130,006) $ 59,512 $ 189,518 $ (119,435) $ 70,083 Acquired Technology 141,784 (124,944) 16,840 141,784 (113,937) 27,847 Developed Technology 11,475 (4,183) 7,292 8,123 (2,439) 5,684 Finite-lived intangible assets 342,777 (259,133) 83,644 339,425 (235,811) 103,614 Trade name 30,118 — 30,118 30,118 — 30,118 Total intangible assets $ 372,895 $ (259,133) $ 113,762 $ 369,543 $ (235,811) $ 133,732 |
DEBT
DEBT | 9 Months Ended |
Oct. 28, 2022 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Revolving Credit Facility SecureWorks, Inc., a wholly-owned subsidiary of SecureWorks Corp., is a party to a revolving credit agreement with a wholly-owned subsidiary of Dell Inc. under which the Company obtained a $30 million senior, unsecured revolving credit facility. Effective March 23, 2022, the revolving credit agreement was amended and restated to extend the maturity date from March 25, 2022 to March 23, 2023 and to decrease the annual rate at which interest accrues to the applicable London Interbank Offered Rate (“LIBOR”) plus 1.23%. Under the amended terms, if LIBOR is no longer published on a current basis and such circumstances are unlikely to be temporary, the facility will be amended to replace LIBOR with an alternate benchmark rate. The amended and restated revolving credit agreement otherwise has terms substantially similar to those of the facility before the amendment and restatement. Under the facility, up to $30 million principal amount of borrowings may be outstanding at any time. Amounts under the facility may be borrowed, repaid, and reborrowed from time to time during the term of the facility. The proceeds from loans made under the facility may be used for general corporate purposes. The credit agreement contains customary representations, warranties, covenants and events of default. The unused portion of the facility is subject to a commitment fee of 0.35%, which is due upon expiration of the facility. There was no outstanding balance under the credit facility as of October 28, 2022 or January 28, 2022, and there were no amounts borrowed under the credit facility during the three and nine months ended October 28, 2022 or October 29, 2021. The maximum amount of borrowings may be increased by up to an additional $30 million by mutual agreement of the lender and borrower. The borrower will be required to repay, in full, all of the loans outstanding, including all accrued interest, and the facility will terminate upon a change of control of SecureWorks Corp. or following a transaction in which SecureWorks, Inc. ceases to be a direct or indirect wholly-owned subsidiary of SecureWorks Corp. The facility is not guaranteed by SecureWorks Corp. or its subsidiaries. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Oct. 28, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Legal Contingencies — From time to time, the Company is involved in claims and legal proceedings that arise in the ordinary course of business. The Company accrues a liability when it believes that it is both probable that a liability has been incurred and that it can reasonably estimate the amount of the loss. The Company reviews the status of such matters at least quarterly and adjusts its liabilities as necessary to reflect ongoing negotiations, settlements, rulings, advice of legal counsel and other relevant information. Whether the outcome of any claim, suit, assessment, investigation or legal proceeding, individually or collectively, could have a material adverse effect on the Company’s business, financial condition, results of operations or cash flows will depend on a number of factors, including the nature, timing and amount of any associated expenses, amounts paid in settlement, damages or other remedies or consequences. To the extent new information is obtained and the Company’s views on the probable outcomes of claims, suits, assessments, investigations or legal proceedings change, changes in accrued liabilities would be recorded in the period in which such a determination is made. As of October 28, 2022, the Company does not believe that there were any such matters that, individually or in the aggregate, would have a material adverse effect on its business, financial condition, results of operations or cash flows. Customer-based Taxation Contingencie s — Various government entities (“taxing authorities”) require the Company to bill its customers for the taxes they owe based on the services they purchase from the Company. The application of the rules of each taxing authority concerning which services are subject to each tax and how those services should be taxed involves the application of judgment. Taxing authorities periodically perform audits to verify compliance and include all periods that remain open under applicable statutes, which generally range from three As of October 28, 2022, the Company is under audit with various state taxing authorities in which rulings related to the taxability of certain of its services are pending. During the three months ended October 28, 2022, t he Company paid $2.6 million relating to such matters. As of October 28, 2022, the Company has recorded an estimated liability of $6.2 million related to such matters. The Company will continue to appeal these rulings, but should the Company not prevail, it could be subject to obligations to pay additional taxes together with associated penalties and interest for the audited tax period, as well as additional taxes for periods subsequent to the tax audit period, including penalties and interest. While Dell does provide an indemnification for certain state tax issues for tax periods prior to August 1, 2015, such indemnification would not cover a material portion of the current estimated liability. Indemnifications —In the ordinary course of business, the Company enters into contractual arrangements under which it agrees to indemnify its customers from certain losses incurred by the customer as to third-party claims relating to the services performed on behalf of the Company or for certain losses incurred by the customer as to third-party claims arising from certain events as defined within the particular contract. Such indemnification obligations may not be subject to maximum loss clauses. Historically, payments related to these indemnifications have been immaterial. Concentrations —The Company sells solutions to customers of all sizes primarily through its sales organization, supplemented by sales through partners. During the three and nine months ended October 28, 2022 and October 29, 2021, the Company had no customer that represented 10% or more of its net revenue. |
LEASES
LEASES | 9 Months Ended |
Oct. 28, 2022 | |
Leases [Abstract] | |
LEASES | LEASES The Company recorded operating lease cost for facilities of approximately $1.3 million and $3.9 million for the three and nine months ended October 28, 2022, respectively, and $1.4 million and $4.1 million for the three and nine months ended October 29, 2021, respectively. Operating lease cost include expenses in connection with variable lease costs of $0.1 million and $0.3 million for the three and nine months ended October 28, 2022, respectively, and $0.1 million and $0.2 million for the three and nine months ended October 29, 2021, respectively, which primarily consisted of utilities and common area charges. The Company recorded operating lease cost of equipment leases of approximately $40 thousand and $87 thousand for the three and nine months ended October 28, 2022, respectively, and $0.1 million and $0.3 million for the three and nine months ended October 29, 2021, respectively. Equipment lease costs included short-term lease costs of $24 thousand and $39 thousand for the three and nine months ended October 28, 2022 respectively, and $0.1 million and $0.3 million for the three and nine months ended October 29, 2021, respectively. Lease expense for equipment was included in cost of revenues. Cash paid for amounts included in the measurement of operating lease liabilities was $1.4 million and $4.6 million during the three and nine months ended October 28, 2022, respectively, and $1.6 million and $5.2 million for the three and nine months ended October 29, 2021, respectively. Weighted-average information associated with the measurement of the Company’s remaining operating lease obligations is as follows: October 28, 2022 Weighted-average remaining lease term 3.9 years Weighted-average discount rate 5.39 % The following table summarizes the maturity of the Company's operating lease liabilities as of October 28, 2022 (in thousands): Fiscal Years Ending October 28, 2022 2023 $ 1,421 2024 5,668 2025 5,095 2026 4,526 2027 4,088 Thereafter — Total operating lease payments $ 20,798 Less imputed interest 2,151 Total operating lease liabilities $ 18,647 The Company's leases have remaining lease terms of 1.1 years to 4.2 years, inclusive of renewal or termination options that the Company is reasonably certain to exercise. |
STOCK-BASED COMPENSATION AND OT
STOCK-BASED COMPENSATION AND OTHER LONG-TERM PERFORMANCE INCENTIVES | 9 Months Ended |
Oct. 28, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK-BASED COMPENSATION AND OTHER LONG-TERM PERFORMANCE INCENTIVES | STOCK-BASED COMPENSATION AND OTHER LONG-TERM PERFORMANCE INCENTIVES The SecureWorks Corp. 2016 Long-Term Incentive Plan (the "2016 Plan") provides for the grant of options, stock appreciation rights, restricted stock, restricted stock units, deferred stock units, unrestricted stock, dividend equivalent rights, other equity-based awards, and cash bonus awards. Awards may be granted under the 2016 Plan to individuals who are employees, officers, or non-employee directors of the Company or any of its affiliates, consultants and advisors who perform services for the Company or any of its affiliates, and any other individual whose participation in the 2016 Plan is determined to be in the best interests of the Company by the compensation committee of the board of directors. Under the 2016 Plan, the Company granted 200,736 and 4,183,636 restricted stock units during the three and nine months ended October 28, 2022, respectively, and 53,586 and 2,415,174 restricted stock units during the three and nine months ended October 29, 2021, respectively. The Company granted no restricted stock awards during the three and nine months ended October 28, 2022. During the three and nine months ended October 29, 2021, the Company granted 0 and 466,644 restricted stock awards, respectively. The annual restricted stock unit and restricted stock awards granted during these periods vest over a three-year period. Approximately 17% and 29% of such awards granted during the nine months ended October 28, 2022 and October 29, 2021, respectively, are subject to performance conditions. |
INCOME AND OTHER TAXES
INCOME AND OTHER TAXES | 9 Months Ended |
Oct. 28, 2022 | |
Income Tax Disclosure [Abstract] | |
INCOME AND OTHER TAXES | INCOME AND OTHER TAXES The Company’s loss before income taxes and income tax benefit (in thousands) and effective income tax rate for the three and nine months ended October 28, 2022 and October 29, 2021 was as follows (in thousands, except percentages): Three Months Ended Nine Months Ended October 28, 2022 October 29, 2021 October 28, 2022 October 29, 2021 Loss before income taxes $ (36,667) $ (16,132) $ (95,838) $ (39,397) Income tax benefit $ (8,521) $ (3,269) $ (21,375) $ (8,381) Effective tax rate 23.2 % 20.3 % 22.3 % 21.3 % During the periods presented in the accompanying Condensed Consolidated Statements of Financial Position, the Company did not file separate federal tax returns as the Company generally was included in the tax grouping of other Dell entities within the respective entity's tax jurisdiction. The income tax benefit has been calculated using the separate return method, modified to apply the benefits-for-loss approach. Under the benefits-for-loss approach, net operating losses or other tax attributes are characterized as realized by the Company when those attributes are utilized by other members of the Dell consolidated group. Effective for tax years beginning on or after January 1, 2022, the Tax Cuts and Jobs Act of 2017 eliminated the option to deduct research and development (“R&D”) expenses in the year incurred and instead requires taxpayers to capitalize R&D expenses, including software development cost, and subsequently amortize such expenses over five years for R&D activities conducted in the United States and over fifteen years for R&D activities conducted outside of the United States. If Section 174 of the Internal Revenue Code is not modified, repealed or deferred to a future date by the United States Congress, then the Company will have taxable income in the near-term delaying Dell’s utilization of the Company’s net operating losses to future years. The Company's effective tax benefit rate was 23.2% and 22.3% for the three and nine months ended October 28, 2022, respectively, and 20.3% and 21.3% for the three and nine months ended October 29, 2021, respectively. The change in the Company's effective income tax rate between the periods was primarily attributable to the impact of certain discrete adjustments related to stock-based compensation expense of approximate ly $0.1 million and $0.7 million fo r the three and nine months ended October 28, 2022, respectively, and $(0.5) million and $(0.4) million for the three and nine months ended October 29, 2021, respectively. The change related specifically to the impact of the vesting of certain equity awards for which the fair value on the vesting date was lower than the fair value for both the three and nine month periods ended October 28, 2022 and higher than the fair value for both the three and nine month periods ended October 29, 2021 on the date the equity awards were originally granted. The change in fair value, which is measured by the price of the Class A common stock as reported on the Nasdaq Global Select Market, resulted in a lower actual tax deduction for both the three and nine month periods ended October 28, 2022 and a higher actual tax deduction for both the three and nine months ended October 29, 2021 than the amounts deducted for financial reporting purposes. As of each of October 28, 2022 and January 28, 2022, the Company had $5.5 million of deferred tax assets related to net operating loss carryforwards for state tax returns that are not included with those of other Dell entities. These net operating loss carryforwards began expiring in the fiscal year ended January 28, 2022. Due to the uncertainty surrounding the realization of these net operating loss carryforwards, the Company has provided valuation allowances for the full amount as of October 28, 2022 and January 28, 2022. Because the Company is included in the tax filings of other Dell entities, management has determined that it will be able to realize the remainder of its deferred tax assets. If the Company's tax provision had been prepared using the separate return method, the unaudited pro forma pre-tax loss, tax benefit and net loss for the nine months ended October 28, 2022 would have been $95.8 million, $4.3 million and $91.5 million, respectively, as a result of the recognition of a valuation allowance that would have been recorded on a significant amount of deferred tax assets as well as certain attributes from the Tax Cuts and Jobs Act of 2017 that would be lost if not utilized by the Dell consolidated group. Net deferred tax balances are included in other non-current assets and other non-current liabilities in the Condensed Consolidated Statements of Financial Position. As of October 28, 2022 and January 28, 2022, the Company had a net operating loss receivable from Dell of $12.6 million and $10.7 million, respectively. The Company had $4.4 million and $4.2 million of unrecognized tax benefits as of October 28, 2022 and January 28, 2022, respectively. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Oct. 28, 2022 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Allocated Expenses For the periods presented, Dell has provided various corporate services to Secureworks in the ordinary course of business. The costs of services provided to Secureworks by Dell are governed by a shared services agreement between Secureworks and Dell Inc. The total amounts of the charges under the shared services agreement with Dell were $0.9 million and $2.8 million for the three and nine months ended October 28, 2022, respectively, and $1.0 million and $3.0 million for the three and nine months ended October 29, 2021, respectively. Management believes that the basis on which the expenses have been allocated is a reasonable reflection of the utilization of services provided to or the benefit received by the Company during the periods presented. Related Party Arrangements For the periods presented, related party transactions and activities involving Dell Inc. and its wholly-owned subsidiaries were not always consummated on terms equivalent to those that would prevail in an arm's-length transaction where conditions of competitive, free-market dealing may exist. The Company purchases computer equipment for internal use from Dell Inc. and its subsidiaries that is capitalized within property and equipment in the Condensed Consolidated Statements of Financial Position. Purchases of computer equipment from Dell and EMC Corporation, a wholly-owned subsidiary of Dell that provides enterprise software and storage ("EMC"), totaled $0.2 million and $0.6 million for the three and nine months ended October 28, 2022, respectively, and $0.2 million and $0.5 million for the three and nine months ended October 29, 2021, respectively. EMC previously maintained a majority ownership interest in VMware, Inc. ("VMware"), a company that provides cloud and virtualization software and services. The Company's purchases of annual maintenance services, software licenses and hardware systems for internal use from Dell, EMC and VMware totaled $0.5 million and $1.0 million for the three and nine months ended October 28, 2022, respectively and $0.1 million and $1.2 million for the three and nine months ended October 29, 2021, respectively. On November 1, 2021, Dell Technologies completed its spin-off of all shares of common stock of VMware that were beneficially owned by Dell Technologies and its subsidiaries, including EMC, to Dell Technologies’ stockholders. As a result of the spin-off transaction, the businesses of VMware were separated from the remaining businesses of Dell Technologies, although Michael S. Dell, the Chairman, Chief Executive Officer and majority stockholder of Dell Technologies, continues to serve as Chairman of the Board of VMware. The Company recognized revenue related to solutions provided to VMware t hat totaled $0.1 million and $0.4 million for the three and nine months ended October 28, 2022, respectively, and $0.1 million and $0.4 million for the three and nine months ended October 29, 2021, respectively. In October 2019, VMware acquired Carbon Black Inc., a security business with which the Company had an existing commercial relationship. Purchases by the Company of solutions from Carbon Black totaled $0.8 million and $2.5 million for the three and nine months ended October 28, 2022, respectively, and $1.7 million and $4.3 million for the three and nine months ended October 29, 2021, respectively. The Company also recognized revenue related to solutions provided to significant beneficial owners of Secureworks common stock, which include Mr. Dell and affiliates of Mr. Dell. The revenues recognized by the Company from solutions provided to Mr. Dell, MSD Capital, L.P. (a firm founded for the purposes of managing investments of Mr. Dell and his family), DFI Resources LLC, an entity affiliated with Mr. Dell, and the Michael and Susan Dell Foundation totaled $35 thousand and $0.2 million for the three and nine months ended October 28, 2022, respectively, and $41 thousand and $0.1 million for the three and nine months ended October 29, 2021, respectively. The Company provides solutions to certain customers whose contractual relationships have historically been with Dell rather than Secureworks, although the Company has the primary responsibility to provide the services. Effective August 1, 2015, in connection with the IPO, many of such customer contracts were transferred from Dell to the Company, forming a direct contractual relationship between the Company and the end customer. For customers whose contracts have not yet been transferred or whose contracts were subsequently originated through Dell under a reseller agreement, the Company recognized revenues of approximately $14.0 million and $44.6 million for the three and nine months ended October 28, 2022, respectively, and $15.1 million and $45.3 million for the three and nine months ended October 29, 2021, respectively. In addition, as of October 28, 2022, the Company had approximately $0.5 million of contingent obligations to Dell related to outstanding performance bonds for certain customer contracts which Dell issued on behalf of the Company. These contingent obligations are not recognized as liabilities on the Company’s financial statements. As the Company’s customer and on behalf of certain of its own customers, Dell also purchases solutions from the Company. The Company recognized revenues from such purchases of approximately $1.2 million and $4.0 million for the three and nine months ended October 28, 2022, respectively, and $2.7 million and $8.9 million for the three and nine months ended October 29, 2021, respectively. As a result of the foregoing related party arrangements, the Company has recorded the following related party balances in the Condensed Consolidated Statements of Financial Position as of October 28, 2022 and January 28, 2022 (in thousands). October 28, 2022 January 28, 2022 Related party payable (in accrued and other current liabilities) $ 1,783 $ 3,088 Accounts receivable from customers under reseller agreements with Dell (in accounts receivable, net) $ 5,401 $ 7,700 Net operating loss tax sharing receivable under agreement with Dell (payable in accrued and other and receivable in other current assets) $ 12,621 $ 10,693 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
Oct. 28, 2022 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS The Company measures fair value within the guidance of the three-level valuation hierarchy. This hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The categorization of a measurement within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels are defined as follows: • Level 1 - Quoted market prices in active markets for identical assets or liabilities • Level 2 - Other observable market-based inputs or unobservable inputs that are corroborated by market data • Level 3 - Significant unobservable inputs Assets and Liabilities Measured at Fair Value on a Recurring Basis The assets and liabilities of the Company that are measured at fair value on a recurring basis using the respective input levels as of October 28, 2022 and January 28, 2022 were as follows (in thousands): October 28, 2022 January 28, 2022 Level 1 Level 1 Cash equivalents - Money Market Funds $ 31,182 $ 115,846 Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis The carrying amounts of the Company's accounts receivable, accounts payable and accrued expenses approximate their respective fair value due to their short-term nature. |
DESCRIPTION OF THE BUSINESS A_2
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Policies) | 9 Months Ended |
Oct. 28, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Consolidation | Basis of Presentation and Consolidation The Company’s condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP”). The preparation of financial statements in accordance with GAAP requires management to make assumptions and estimations that affect the amounts reported in the Company’s financial statements and notes. The inputs into certain of the Company’s assumptions and estimations considered the economic implications of the coronavirus 2019 (“COVID-19”) pandemic, the Ukraine/Russia conflict and inflation concerns on the Company’s critical and significant accounting estimates. The condensed consolidated financial statements include assets, liabilities, revenue and expenses of all majority-owned subsidiaries. Intercompany transactions and balances are eliminated in consolidation. For the periods presented, Dell has provided various corporate services to the Company in the ordinary course of business, including finance, tax, human resources, legal, insurance, IT, procurement and facilities-related services. The cost of these services is charged in accordance with a shared services agreement that went into effect on August 1, 2015. For more information regarding the related party transactions, see "Note 10—Related Party Transactions." During the periods presented in the financial statements, Secureworks did not file separate federal tax returns, as the Company is generally included in the tax grouping of other Dell entities within the respective entity’s tax jurisdiction. The income tax benefit has been calculated using the separate return method, modified to apply the benefits for loss approach. Under this approach, net operating losses or other tax attributes are characterized as realized or as realizable by Secureworks when those attributes are utilized or expected to be utilized by other members of the Dell consolidated group. See "Note 9—Income and Other Taxes" for more information. |
Fiscal Year | Fiscal Year The Company’s fiscal year is the 52- or 53-week period ending on the Friday closest to January 31. The Company refers to the fiscal year ending February 3, 2023 and the fiscal year ended January 28, 2022 as fiscal 2023 and fiscal 2022, respectively. Fiscal 2023 consists of 53 weeks and fiscal 2022 consisted of 52 weeks. In fiscal 2023, each quarter has 13 weeks, except for the fourth quarter, which will have 14 weeks. Unless otherwise indicated, all changes identified for the current-period results represent comparisons to results for the prior corresponding fiscal periods. |
Use of Estimates | Use of EstimatesThe preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Estimates are revised as additional information becomes available. In the Condensed Consolidated Statements of Operations, estimates are used when accounting for revenue arrangements, determining the cost of revenue, allocating cost and estimating the impact of contingencies. In the Condensed Consolidated Statements of Financial Position, estimates are used in determining the valuation and recoverability of assets, such as accounts receivables, inventories, fixed assets, capitalized software, goodwill and other identifiable intangible assets. Estimates are also used in determining the reported amounts of liabilities, such as taxes payable and the impact of contingencies. All estimates also impact the Condensed Consolidated Statements of Operations. Actual results could differ from these estimates due to risks and uncertainties, including uncertainty in the current economic environment due to the COVID-19 pandemic, the Ukraine/Russia conflict and impacts of inflation. The Company considered the potential impact of the COVID-19 pandemic and current economic and geopolitical uncertainty on its estimates and assumptions and determined there was not a material impact to the Company's condensed consolidated financial statements as of and for the three and nine months ended October 28, 2022. As the COVID-19 pandemic and current economic environment continue to develop, many of the Company's estimates could require increased judgment and be subject to a higher degree of variability and volatility. As a result, the Company's estimates may change materially in future periods. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements Business Combinations – The Company has adopted Accounting Standard Update (“ASU”) 2021-08, “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers.” The guidance requires contract assets and contract liabilities (i.e., deferred revenue) acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with ASC 606, “Revenue from Contracts with Customers.” ASU 2021-08 was effective for the Company beginning on January 29, 2022. There was no impact to the Company’s condensed consolidated financial statements as a result of adoption of this standard update. Summary of Significant Accounting Policies There have been no significant changes to the Company’s significant accounting policies as of and for the three and nine months ended October 28, 2022, as compared to the significant accounting policies described in the Company's Annual Report on Form 10-K for the fiscal year ended January 28, 2022. |
Fair Value Measurements | The Company measures fair value within the guidance of the three-level valuation hierarchy. This hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The categorization of a measurement within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels are defined as follows: • Level 1 - Quoted market prices in active markets for identical assets or liabilities • Level 2 - Other observable market-based inputs or unobservable inputs that are corroborated by market data • Level 3 - Significant unobservable inputs |
LOSS PER SHARE (Tables)
LOSS PER SHARE (Tables) | 9 Months Ended |
Oct. 28, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Net Loss Per Common Share, Basic and Diluted | The following table sets forth the computation of loss per common share (in thousands, except per share amounts): Three Months Ended Nine Months Ended October 28, 2022 October 29, 2021 October 28, 2022 October 29, 2021 Numerator: Net loss $ (28,146) $ (12,863) $ (74,463) $ (31,016) Denominator: Weighted-average number of shares outstanding: Basic and Diluted 84,584 83,297 84,277 82,754 Loss per common share: Basic and Diluted $ (0.33) $ (0.15) $ (0.88) $ (0.37) Weighted-average anti-dilutive stock options, non-vested restricted stock and restricted stock units 6,099 4,699 6,020 5,199 |
CONTRACT BALANCES AND CONTRAC_2
CONTRACT BALANCES AND CONTRACT COSTS (Tables) | 9 Months Ended |
Oct. 28, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue by Service Type | The following table presents revenue by service type (in thousands): Three Months Ended Nine Months Ended October 28, 2022 October 29, 2021 October 28, 2022 October 29, 2021 Net revenue: Taegis Subscription Solutions $ 47,888 $ 23,929 $ 127,913 $ 56,392 Managed Security Services 39,303 79,063 $ 144,013 $ 253,096 Total Subscription revenue $ 87,191 $ 102,992 271,926 309,488 Professional Services 23,751 30,707 76,213 97,846 Total net revenue $ 110,942 $ 133,699 $ 348,139 $ 407,334 |
Schedule of Deferred Revenue | Changes to the Company's deferred revenue during the nine months ended October 28, 2022 and October 29, 2021 are as follows (in thousands): As of January 28, 2022 Upfront payments received and billings during the nine months ended October 28, 2022 Revenue recognized during the nine months ended October 28, 2022 As of October 28, 2022 Deferred revenue $ 176,068 $ 175,301 $ (206,853) $ 144,516 As of January 29, 2021 Upfront payments received and billings during the nine months ended October 29, 2021 Revenue recognized during the nine months ended October 29, 2021 As of October 29, 2021 Deferred revenue $ 178,027 $ 224,152 $ (232,420) $ 169,759 |
Expected Timing to Recognize Remaining Performance Obligation | As of October 28, 2022, the Company expects to recognize remaining performance obligations as follows (in thousands): Total Expected to be recognized in the next 12 months Expected to be recognized in 12-24 months Expected to be recognized in 24-36 months Expected to be recognized thereafter Performance obligation - active $ 253,298 $ 133,478 $ 85,863 $ 33,014 $ 943 Performance obligation - backlog 10,400 3,649 3,438 3,313 — Total $ 263,698 $ 137,127 $ 89,301 $ 36,327 $ 943 |
Schedule of Deferred Commissions and Fulfillment Costs | Changes in the balance of total deferred commission and total deferred fulfillment costs during the nine months ended October 28, 2022 and October 29, 2021 are as follows (in thousands): As of January 28, 2022 Amount capitalized Amount recognized As of October 28, 2022 Deferred commissions $ 53,978 $ 8,319 $ (13,319) $ 48,978 Deferred fulfillment costs 7,597 241 (3,635) 4,203 As of January 29, 2021 Amount capitalized Amount recognized As of October 29, 2021 Deferred commissions $ 57,888 $ 10,914 $ (14,694) $ 54,108 Deferred fulfillment costs 11,009 1,641 (4,001) 8,649 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 9 Months Ended |
Oct. 28, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Indefinite-Lived Intangible Assets | The Company's intangible assets as of October 28, 2022 and January 28, 2022 were as follows: October 28, 2022 January 28, 2022 Gross Accumulated Net Gross Accumulated Net (in thousands) Customer relationships $ 189,518 $ (130,006) $ 59,512 $ 189,518 $ (119,435) $ 70,083 Acquired Technology 141,784 (124,944) 16,840 141,784 (113,937) 27,847 Developed Technology 11,475 (4,183) 7,292 8,123 (2,439) 5,684 Finite-lived intangible assets 342,777 (259,133) 83,644 339,425 (235,811) 103,614 Trade name 30,118 — 30,118 30,118 — 30,118 Total intangible assets $ 372,895 $ (259,133) $ 113,762 $ 369,543 $ (235,811) $ 133,732 |
Schedule of Finite-Lived Intangible Assets | The Company's intangible assets as of October 28, 2022 and January 28, 2022 were as follows: October 28, 2022 January 28, 2022 Gross Accumulated Net Gross Accumulated Net (in thousands) Customer relationships $ 189,518 $ (130,006) $ 59,512 $ 189,518 $ (119,435) $ 70,083 Acquired Technology 141,784 (124,944) 16,840 141,784 (113,937) 27,847 Developed Technology 11,475 (4,183) 7,292 8,123 (2,439) 5,684 Finite-lived intangible assets 342,777 (259,133) 83,644 339,425 (235,811) 103,614 Trade name 30,118 — 30,118 30,118 — 30,118 Total intangible assets $ 372,895 $ (259,133) $ 113,762 $ 369,543 $ (235,811) $ 133,732 |
LEASES (Tables)
LEASES (Tables) | 9 Months Ended |
Oct. 28, 2022 | |
Leases [Abstract] | |
Weighted-Average Information Associated with Remaining Operating Lease Obligations | Weighted-average information associated with the measurement of the Company’s remaining operating lease obligations is as follows: October 28, 2022 Weighted-average remaining lease term 3.9 years Weighted-average discount rate 5.39 % |
Maturities of Operating Lease Liabilities | The following table summarizes the maturity of the Company's operating lease liabilities as of October 28, 2022 (in thousands): Fiscal Years Ending October 28, 2022 2023 $ 1,421 2024 5,668 2025 5,095 2026 4,526 2027 4,088 Thereafter — Total operating lease payments $ 20,798 Less imputed interest 2,151 Total operating lease liabilities $ 18,647 |
INCOME AND OTHER TAXES (Tables)
INCOME AND OTHER TAXES (Tables) | 9 Months Ended |
Oct. 28, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Effective Income Tax Rate Reconciliation | The Company’s loss before income taxes and income tax benefit (in thousands) and effective income tax rate for the three and nine months ended October 28, 2022 and October 29, 2021 was as follows (in thousands, except percentages): Three Months Ended Nine Months Ended October 28, 2022 October 29, 2021 October 28, 2022 October 29, 2021 Loss before income taxes $ (36,667) $ (16,132) $ (95,838) $ (39,397) Income tax benefit $ (8,521) $ (3,269) $ (21,375) $ (8,381) Effective tax rate 23.2 % 20.3 % 22.3 % 21.3 % |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 9 Months Ended |
Oct. 28, 2022 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | As a result of the foregoing related party arrangements, the Company has recorded the following related party balances in the Condensed Consolidated Statements of Financial Position as of October 28, 2022 and January 28, 2022 (in thousands). October 28, 2022 January 28, 2022 Related party payable (in accrued and other current liabilities) $ 1,783 $ 3,088 Accounts receivable from customers under reseller agreements with Dell (in accounts receivable, net) $ 5,401 $ 7,700 Net operating loss tax sharing receivable under agreement with Dell (payable in accrued and other and receivable in other current assets) $ 12,621 $ 10,693 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended |
Oct. 28, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The assets and liabilities of the Company that are measured at fair value on a recurring basis using the respective input levels as of October 28, 2022 and January 28, 2022 were as follows (in thousands): October 28, 2022 January 28, 2022 Level 1 Level 1 Cash equivalents - Money Market Funds $ 31,182 $ 115,846 |
DESCRIPTION OF THE BUSINESS A_3
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Details) | 9 Months Ended |
Oct. 28, 2022 segment | |
Class of Stock [Line Items] | |
Number of reportable segments | 1 |
IPO | Denali | |
Class of Stock [Line Items] | |
Percent of outstanding shares owned | 82.70% |
Percent of voting interests owned | 97.90% |
LOSS PER SHARE (Details)
LOSS PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 28, 2022 | Oct. 29, 2021 | Oct. 28, 2022 | Oct. 29, 2021 | |
Numerator: | ||||
Net loss | $ (28,146) | $ (12,863) | $ (74,463) | $ (31,016) |
Denominator: | ||||
Weighted-average common shares outstanding (basic) (in shares) | 84,584 | 83,297 | 84,277 | 82,754 |
Weighted-average common shares outstanding (diluted) (in shares) | 84,584 | 83,297 | 84,277 | 82,754 |
Loss per common share: | ||||
Loss per common share (basic) (in shares) | $ (0.33) | $ (0.15) | $ (0.88) | $ (0.37) |
Loss per common share (diluted) (in shares) | $ (0.33) | $ (0.15) | $ (0.88) | $ (0.37) |
Weighted-average anti-dilutive stock options, non-vested restricted stock and restricted stock units (in shares) | 6,099 | 4,699 | 6,020 | 5,199 |
CONTRACT BALANCES AND CONTRAC_3
CONTRACT BALANCES AND CONTRACT COSTS - Disaggregation of Revenue by Service Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 28, 2022 | Oct. 29, 2021 | Oct. 28, 2022 | Oct. 29, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Total net revenue | $ 110,942 | $ 133,699 | $ 348,139 | $ 407,334 |
Taegis Subscription Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenue | 47,888 | 23,929 | 127,913 | 56,392 |
Managed Security Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenue | 39,303 | 79,063 | 144,013 | 253,096 |
Subscription | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenue | 87,191 | 102,992 | 271,926 | 309,488 |
Professional services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenue | $ 23,751 | $ 30,707 | $ 76,213 | $ 97,846 |
CONTRACT BALANCES AND CONTRAC_4
CONTRACT BALANCES AND CONTRACT COSTS - Narrative (Details) | 9 Months Ended | |
Oct. 28, 2022 USD ($) performanceObligationElement | Oct. 29, 2021 USD ($) | |
Disaggregation of Revenue [Line Items] | ||
Deferred revenue billed in advance, percent | 64% | |
Deferred revenue billed monthly or quarterly, percent | 36% | |
Number of elements performance obligation is comprised of | performanceObligationElement | 2 | |
Impairment losses on deferred commissions and deferred fulfillment costs | $ | $ 0 | $ 0 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-29 | ||
Disaggregation of Revenue [Line Items] | ||
Performance obligation period | 1 year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-29 | Managed Security Services | ||
Disaggregation of Revenue [Line Items] | ||
Performance obligation period | 2 years | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-29 | Professional services | ||
Disaggregation of Revenue [Line Items] | ||
Performance obligation period | 1 year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-28 | ||
Disaggregation of Revenue [Line Items] | ||
Performance obligation period | 1 year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-10-27 | ||
Disaggregation of Revenue [Line Items] | ||
Performance obligation period | 1 year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-10-29 | ||
Disaggregation of Revenue [Line Items] | ||
Performance obligation period |
CONTRACT BALANCES AND CONTRAC_5
CONTRACT BALANCES AND CONTRACT COSTS - Deferred Revenue (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 28, 2022 | Oct. 29, 2021 | |
Change in Contract with Customer, Liability [Roll Forward] | ||
Deferred revenue, Beginning of period | $ 176,068 | $ 178,027 |
Deferred revenue, Upfront payments received and billings | 175,301 | 224,152 |
Deferred revenue, Revenue recognized | (206,853) | (232,420) |
Deferred revenue, End of period | $ 144,516 | $ 169,759 |
CONTRACT BALANCES AND CONTRAC_6
CONTRACT BALANCES AND CONTRACT COSTS - Remaining Performance Obligation and Timing (Details) $ in Thousands | Oct. 28, 2022 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 263,698 |
Performance obligation - active | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 253,298 |
Performance obligation - backlog | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 10,400 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-29 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 137,127 |
Performance obligation period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-29 | Performance obligation - active | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 133,478 |
Performance obligation period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-29 | Performance obligation - backlog | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 3,649 |
Performance obligation period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-28 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 89,301 |
Performance obligation period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-28 | Performance obligation - active | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 85,863 |
Performance obligation period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-28 | Performance obligation - backlog | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 3,438 |
Performance obligation period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-10-27 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 36,327 |
Performance obligation period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-10-27 | Performance obligation - active | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 33,014 |
Performance obligation period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-10-27 | Performance obligation - backlog | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 3,313 |
Performance obligation period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-10-29 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 943 |
Performance obligation period | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-10-29 | Performance obligation - active | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 943 |
Performance obligation period | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-10-29 | Performance obligation - backlog | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 0 |
Performance obligation period |
CONTRACT BALANCES AND CONTRAC_7
CONTRACT BALANCES AND CONTRACT COSTS - Deferred Commissions and Fulfillment Costs (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 28, 2022 | Oct. 29, 2021 | |
Deferred commissions | ||
Capitalized Contract Cost [Roll Forward] | ||
Beginning balance | $ 53,978 | $ 57,888 |
Amount capitalized | 8,319 | 10,914 |
Amount recognized | (13,319) | (14,694) |
Ending balance | 48,978 | 54,108 |
Deferred fulfillment costs | ||
Capitalized Contract Cost [Roll Forward] | ||
Beginning balance | 7,597 | 11,009 |
Amount capitalized | 241 | 1,641 |
Amount recognized | (3,635) | (4,001) |
Ending balance | $ 4,203 | $ 8,649 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS - Narrative (Details) | 3 Months Ended | 9 Months Ended | |||
Oct. 28, 2022 USD ($) | Oct. 29, 2021 USD ($) | Oct. 28, 2022 USD ($) reportingUnit | Oct. 29, 2021 USD ($) | Jan. 28, 2022 USD ($) | |
Goodwill [Line Items] | |||||
Goodwill | $ 425,353,000 | $ 425,353,000 | $ 425,926,000 | ||
Number of reporting units | reportingUnit | 1 | ||||
Amortization expense | 7,900,000 | $ 7,600,000 | $ 23,300,000 | $ 22,500,000 | |
Impairment charges | $ 0 | $ 0 | 0 | $ 0 | |
Delve Laboratories, Inc. | |||||
Goodwill [Line Items] | |||||
Goodwill, foreign currency translation gain (loss) | $ (500,000) |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS - Intangible Assets (Details) - USD ($) $ in Thousands | Oct. 28, 2022 | Jan. 28, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross | $ 342,777 | $ 339,425 |
Accumulated Amortization | (259,133) | (235,811) |
Net | 83,644 | 103,614 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross | 372,895 | 369,543 |
Accumulated Amortization | (259,133) | (235,811) |
Net | 113,762 | 133,732 |
Trade name | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-Lived Intangible Assets | 30,118 | 30,118 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 189,518 | 189,518 |
Accumulated Amortization | (130,006) | (119,435) |
Net | 59,512 | 70,083 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | (130,006) | (119,435) |
Acquired Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 141,784 | 141,784 |
Accumulated Amortization | (124,944) | (113,937) |
Net | 16,840 | 27,847 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | (124,944) | (113,937) |
Developed Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 11,475 | 8,123 |
Accumulated Amortization | (4,183) | (2,439) |
Net | 7,292 | 5,684 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | $ (4,183) | $ (2,439) |
DEBT (Details)
DEBT (Details) - Line of Credit - Revolving Credit Facility - USD ($) | 9 Months Ended | 12 Months Ended | ||
Oct. 28, 2022 | Mar. 23, 2023 | Jan. 28, 2022 | Oct. 29, 2021 | |
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 30,000,000 | |||
Maximum amount outstanding during period | $ 30,000,000 | |||
Commitment fee percentage | 0.35% | |||
Line of credit, outstanding balance | $ 0 | $ 0 | $ 0 | |
Additional borrowing capacity | $ 30,000,000 | |||
London Interbank Offered Rate (LIBOR) | Forecast | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 1.23% |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) $ in Millions | 3 Months Ended | 9 Months Ended |
Oct. 28, 2022 USD ($) | Oct. 28, 2022 USD ($) | |
State and Local Jurisdiction | ||
Other Commitments [Line Items] | ||
Income tax examination, tax liability paid during period | $ 2.6 | |
Income tax examination, tax liability accrued | $ 6.2 | $ 6.2 |
Minimum | ||
Other Commitments [Line Items] | ||
Income tax examination, period | 3 years | |
Maximum | ||
Other Commitments [Line Items] | ||
Income tax examination, period | 4 years |
LEASES - Narrative (Details)
LEASES - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 28, 2022 | Oct. 29, 2021 | Oct. 28, 2022 | Oct. 29, 2021 | |
Lessee, Lease, Description [Line Items] | ||||
Variable lease cost | $ 100 | $ 100 | $ 300 | $ 200 |
Short-term lease cost | 24 | 100 | 39 | 300 |
Operating lease payments | $ 1,400 | 1,600 | $ 4,600 | 5,200 |
Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Remaining lease term | 1 year 1 month 6 days | 1 year 1 month 6 days | ||
Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Remaining lease term | 4 years 2 months 12 days | 4 years 2 months 12 days | ||
Leased Facilities | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating lease costs | $ 1,300 | 1,400 | $ 3,900 | 4,100 |
Leased Equipment | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating lease costs | $ 40 | $ 100 | $ 87 | $ 300 |
LEASES - Weighted Average (Deta
LEASES - Weighted Average (Details) | Oct. 28, 2022 |
Leases [Abstract] | |
Weighted-average remaining lease term | 3 years 10 months 24 days |
Weighted-average discount rate | 5.39% |
LEASES - Maturities of Operatin
LEASES - Maturities of Operating Lease Liabilities (Details) $ in Thousands | Oct. 28, 2022 USD ($) |
Operating Leases, After Adoption of 842: | |
2023 | $ 1,421 |
2024 | 5,668 |
2025 | 5,095 |
2026 | 4,526 |
2027 | 4,088 |
Thereafter | 0 |
Total operating lease payments | 20,798 |
Less imputed interest | 2,151 |
Total operating lease liabilities | $ 18,647 |
STOCK-BASED COMPENSATION AND _2
STOCK-BASED COMPENSATION AND OTHER LONG-TERM PERFORMANCE INCENTIVES (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Oct. 28, 2022 | Oct. 29, 2021 | Oct. 28, 2022 | Oct. 29, 2021 | |
Restricted Stock Units (RSUs) | 2016 Long-Term Incentive Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Awards issued (in shares) | 200,736 | 53,586 | 4,183,636 | 2,415,174 |
Restricted Stock | 2016 Long-Term Incentive Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Awards issued (in shares) | 0 | 0 | 0 | 466,644 |
Restricted Stock and Restricted Stock Units | 2016 Long-Term Incentive Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting term | 3 years | |||
Percentage of grants issued subject to performance conditions | 17% | 29% | ||
Performance-Based Cash Awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting term | 3 years | 3 years | ||
Incentive Cash Awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Awards granted | $ 100,000 | $ 100,000 | $ 100,000 | $ 9,100,000 |
Compensation expense | $ 1,000,000 | $ 1,600,000 | $ 3,500,000 | $ 4,800,000 |
INCOME AND OTHER TAXES - Effect
INCOME AND OTHER TAXES - Effective Income Tax Rate (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 28, 2022 | Oct. 29, 2021 | Oct. 28, 2022 | Oct. 29, 2021 | |
Income Tax Disclosure [Abstract] | ||||
Loss before income taxes | $ (36,667) | $ (16,132) | $ (95,838) | $ (39,397) |
Income tax benefit | $ (8,521) | $ (3,269) | $ (21,375) | $ (8,381) |
Effective tax rate | 23.20% | 20.30% | 22.30% | 21.30% |
INCOME AND OTHER TAXES - Narrat
INCOME AND OTHER TAXES - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Oct. 28, 2022 | Oct. 29, 2021 | Oct. 28, 2022 | Oct. 29, 2021 | Jan. 28, 2022 | |
Valuation Allowance [Line Items] | |||||
Effective tax rate | 23.20% | 20.30% | 22.30% | 21.30% | |
Expense relating to vesting of equity awards | $ 100 | $ (500) | $ 700 | $ (400) | |
Loss carryforwards | 5,500 | 5,500 | $ 5,500 | ||
Loss before income taxes | 36,667 | 16,132 | 95,838 | 39,397 | |
Income tax benefit | 8,521 | 3,269 | 21,375 | 8,381 | |
Net loss | 28,146 | $ 12,863 | 74,463 | $ 31,016 | |
Unrecognized tax benefits | 4,400 | 4,400 | 4,200 | ||
Principal Owner | Dell Inc. | Other Noncurrent Assets | Net Operating Loss Receivable | |||||
Valuation Allowance [Line Items] | |||||
Net operating loss receivable | $ 12,600 | 12,600 | $ 10,700 | ||
Prepared using separate return method | |||||
Valuation Allowance [Line Items] | |||||
Loss before income taxes | 95,800 | ||||
Income tax benefit | 4,300 | ||||
Net loss | $ 91,500 |
RELATED PARTY TRANSACTIONS - Na
RELATED PARTY TRANSACTIONS - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 28, 2022 | Oct. 29, 2021 | Oct. 28, 2022 | Oct. 29, 2021 | |
Related Party Transaction [Line Items] | ||||
Charged under shared services agreement | $ 24,725 | $ 28,404 | $ 74,359 | $ 80,447 |
Purchases of computer equipment from Dell | 1,609 | 1,248 | ||
Revenues | 110,942 | 133,699 | 348,139 | 407,334 |
Dell Inc. | ||||
Related Party Transaction [Line Items] | ||||
Performance bonds, outstanding | 500 | 500 | ||
Dell Inc. | Principal Owner | ||||
Related Party Transaction [Line Items] | ||||
Charged under shared services agreement | 900 | 1,000 | 2,800 | 3,000 |
Dell Inc. | Principal Owner | Contracts Not Yet Transferred | ||||
Related Party Transaction [Line Items] | ||||
Revenues | 14,000 | 15,100 | 44,600 | 45,300 |
Dell Inc. | Principal Owner | Solutions Purchases | ||||
Related Party Transaction [Line Items] | ||||
Revenues | 1,200 | 2,700 | 4,000 | 8,900 |
Dell Inc. | Chief Executive Officer | ||||
Related Party Transaction [Line Items] | ||||
Revenues | 35 | 41 | 200 | 100 |
Dell and EMC | Principal Owner | ||||
Related Party Transaction [Line Items] | ||||
Purchases of computer equipment from Dell | 200 | 200 | 600 | 500 |
EMC and VMware | Subsidiary of Common Parent | ||||
Related Party Transaction [Line Items] | ||||
Purchase of annual maintenance services | 500 | 100 | 1,000 | 1,200 |
VMware | Subsidiary of Common Parent | ||||
Related Party Transaction [Line Items] | ||||
Revenues | 100 | 100 | 400 | 400 |
Carbon Black Inc. | Subsidiary of Common Parent | Solutions Purchases | ||||
Related Party Transaction [Line Items] | ||||
Purchases of solutions from Carbon Black | $ 800 | $ 1,700 | $ 2,500 | $ 4,300 |
RELATED PARTY TRANSACTIONS - Ba
RELATED PARTY TRANSACTIONS - Balances in Condensed Consolidated Statements of Financial Position (Details) - USD ($) $ in Thousands | Oct. 28, 2022 | Jan. 28, 2022 |
Related Party Transaction [Line Items] | ||
Related party payable (in accrued and other current liabilities) | $ 1,783 | $ 3,088 |
Dell Inc. | Principal Owner | ||
Related Party Transaction [Line Items] | ||
Accounts receivable from customers under reseller agreements with Dell (in accounts receivable, net) | 5,401 | 7,700 |
Dell Inc. | Principal Owner | Other Current Assets | Net Operating Loss Receivable | ||
Related Party Transaction [Line Items] | ||
Net operating loss tax sharing receivable under agreement with Dell (payable in accrued and other and receivable in other current assets) | $ 12,621 | $ 10,693 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Thousands | Oct. 28, 2022 | Jan. 28, 2022 |
Money Market Funds | Fair Value, Measurements, Recurring | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents - Money Market Funds | $ 31,182 | $ 115,846 |